Governance that protects the liability shield
Your corporation or LLC only protects you if it is actually operated like one. Itkin Law counsels California companies on the governance work that keeps the corporate veil intact and decision-making clean: resolutions, minutes, bylaws, operating agreements, and the board and shareholder mechanics behind every significant corporate action.
For founders and closely held companies, we make governance lightweight and practical. For growing companies, we build the processes investors, lenders, and acquirers expect to see in diligence.
What we do
- Board and shareholder resolutions and written consents
- Corporate minutes and annual meeting compliance
- Bylaws, operating agreements, and amendments
- Officer and director appointments and removals
- Equity issuances, transfers, and cap table cleanup
- Fiduciary duty counseling for directors and officers
- Corporate records audits and diligence preparation
- Entity maintenance, conversions, and dissolutions
Why it matters
Courts pierce the corporate veil when owners treat the entity as a formality. Lenders re-price risk when records are a mess. Acquirers discount purchase price for governance gaps. A modest, consistent investment in corporate hygiene pays for itself many times over — and we make it nearly effortless.
Common questions
Do single-member LLCs really need resolutions and minutes?
California doesn't require the same formalities for LLCs as corporations, but documented decisions dramatically strengthen your liability protection and simplify future financing or sale. We right-size the formality to your entity.
Can you clean up years of missing corporate records?
Yes. We regularly reconstruct minute books, ratify past actions by resolution, and bring entities back into good standing before a financing, sale, or dispute makes gaps expensive.
Do you advise boards directly?
Yes. We counsel boards and individual directors on fiduciary duties, conflicts, and contested decisions — including when the company and its owners need separate advice.
